SILVER CITY MINERALS LIMITED ABN 68 130 933 309 31 DECEMBER 2016 HALF YEAR FINANCIAL REPORT Silver City Minerals - Exploring the Past for the Future 1 > Silver City Minerals Limited
Table of Contents Directors Report... 1 Consolidated Statement of Comprehensive Income... 2 Consolidated Statement of Financial Position... 3 Consolidated Statement of Changes in Equity... 4 Consolidated Statement of Cash Flows... 5 Notes to the Consolidated Financial Statements... 6 Directors Declaration... 10 Auditor s Independent Review Report... 11 Auditor s Independence Declaration... 13 Corporate Directory... 14
Directors Report Your directors submit their report for Silver City Minerals Limited for the half year ended 31 December 2016. Directors The names of the Company s Directors in office during the half year and until the date of this report are as below. Directors were in office for this entire period unless otherwise stated. Robert Besley Chris Torrey Greg Jones Ian Plimer Non-Executive Chairman Managing Director Non-Executive Director Non-Executive Director Josh Puckridge Non-Executive Director (Appointed 3 February 2017) Ian Hume (Resigned 31 January 2017) Yanina Barila (Resigned 31 January 2017) Non-Executive Director (Alternate to Ian Hume) Review and results of operations Silver City Minerals explored for lead-zinc-silver and copper-gold deposits at both Broken Hill and Cobar this year. At Broken Hill drilling programs were completed at Razorback West, Stephens Trig and Yalcowinna West. Similarly a program to test coincident geophysical targets at Wilga Downs near Cobar was completed. In addition to this work the Company investigated the potential for lithium hosted in pegmatites at Broken Hill. Whilst it was a technical success, insufficient levels of lithium were encountered. The sampling technique adopted by the Company in this survey was innovative and has led to the identification of new base metal-rich zones within the rock sequence. The Company continues to search for new business development opportunities. To this end it has conducted numerous assessments for potential project acquisitions to enhance shareholder value. The Company will keep the market informed when any new acquisition is finalised. Financial results for the half year The net loss after income tax expense for the half year to 31 December 2016 amounted to 1,386,546 (2015: 1,130,771). Principal activities The principal activity of the Company is exploration for the discovery and delineation of high grade base and precious metal deposits with a focus on the Broken Hill domain of NSW and the development of those resources into economic, cash flow generating businesses. Dividends No dividends were paid or proposed during the period. Significant events after the balance date There were, at the date of this report, no matters or circumstances which have arisen since 31 December 2016 that have significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group, in future financial years. Auditor s independence declaration A copy of the Auditor s Independence Declaration to the Directors as required under section 307C of the Corporations Act 2001 is set out on page 13. Signed at Sydney this 10th day of March 2017 in accordance with a resolution of the directors. Bob Besley Chairman 1 > Silver City Minerals Limited
Consolidated Statement of Comprehensive Income For the half year ended 31 December 2016 31 Dec 2016 31 Dec 2015 Note Revenue 4 72,268 65,580 ASX and ASIC fees (20,776) (14,833) Audit fees (12,500) (13,000) Contract administration services (54,855) (65,399) Employee costs (net of costs recharged to exploration projects) (88,441) (95,807) Exploration expenditure expensed (1,072,460) (914,856) Insurance (6,596) (7,714) Marketing and conference cost (48,696) (14,770) Rent (15,870) (14,070) Share based payments (79,900) (6,600) Travel and accommodation (6,022) (8,525) Other expenses from ordinary activities (52,698) (40,777) Loss before income tax expense (1,386,546) (1,130,771) Income tax expense - - Loss after income tax expense (1,386,546) (1,130,771) Other comprehensive income Other comprehensive income for the period, net of tax - - Total comprehensive income for the period - - Total comprehensive loss attributable to members of Silver City Minerals Limited (1,386,546) (1,130,771) Earnings per share Basic (loss) per share (cents per share) 10 (0.87) (0.97) Diluted (loss) per share (cents per share) 10 (0.87) (0.97) The Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying notes. 2 > Silver City Minerals Limited
Consolidated Statement of Financial Position As at 31 December 2016 Current assets Note 31 Dec 2016 30 Jun 2016 Cash assets 5 1,444,073 1,451,849 Receivables 44,726 81,683 Tenement security deposits 7-10,000 Total current assets 1,488,799 1,543,532 Non-current assets Receivables 1,600 1,600 Tenement security deposits 7 150,000 130,000 Property, plant and equipment 16,081 21,332 Deferred exploration and evaluation expenditure 6 3,609,148 3,845,267 Total non-current assets 3,776,829 3,998,199 Total assets 5,265,628 5,541,731 Current liabilities Payables 59,965 145,037 Provisions 19,235 19,876 Total current liabilities 79,200 164,913 Non-current liabilities Provisions 41,250 37,412 Total non-current liabilities 41,250 37,412 Total liabilities 120,450 202,325 Net assets 5,145,178 5,339,406 Equity Contributed equity 8 15,583,680 14,471,415 Accumulated losses (10,620,136) (9,259,810) Reserves 9 181,634 127,801 Total equity 5,145,178 5,339,406 The Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes. 3 > Silver City Minerals Limited
Consolidated Statement of Changes in Equity For the half year ended 31 December 2016 Note Contributed equity Accumulated losses Reserves Total equity At 1 July 2015 13,773,496 (7,150,989) 142,002 6,764,509 Loss for the period - (1,130,771) - (1,130,771) Other comprehensive income - - - - Total comprehensive income for the period Transactions with owners in their capacity as owners: Cost of share based payments taken directly to equity Expired option value transferred to accumulated losses - (1,130,771) - (1,130,771) 9 - - 6,600 6,600 9-29,900 (29,900) - Foreign currency translation - - 8,669 8,669 At 31 December 2015 13,773,496 (8,251,860) 127,371 5,649,007 At 1 July 2016 14,471,415 (9,259,810) 127,801 5,339,406 Loss for the period - (1,386,546) - (1,386,546) Other comprehensive income - - - - Total comprehensive income for the period Transactions with owners in their capacity as owners: Issue of share capital (net of share issue costs) - (1,386,546) - (1,386,546) 984,044 - - 984,044 Option issue consideration 8 128,221 - - 128,221 Expired option value transferred to accumulated losses Cost of share based payments taken directly to equity 9-26,220 (26,220) - 9 - - 79,900 79,900 Foreign currency translation - - 153 153 At 31 December 2016 15,583,680 (10,620,136) 181,634 5,145,178 The Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes. 4 > Silver City Minerals Limited
Consolidated Statement of Cash Flows For the half year ended 31 December 2016 Cash flows from operating activities Note 31 Dec 2016 31 Dec 2015 Payment to suppliers and employees (255,727) (282,468) JV income 7,329 44,029 R&D tax offset 35,139 - Interest received 22,224 23,474 Net cash flows from/(used in) operating activities (191,035) (214,965) Cash flows from investing activities Purchase of motor vehicle and fixed assets (5,007) - Expenditure on mining interests (exploration) (894,144) (454,470) Tenement security deposits (10,000) 10,000 Net cash flows (used in) investing activities (909,151) (444,470) Cash flows from financing activities Proceeds from issue of equity 1,117,497 - Equity raising expenses (25,240) - Net cash flows from financing activities 1,092,257 - Net increase (decrease) in cash held (7,929) (659,435) Net foreign exchange differences 153 819 Add opening cash brought forward 1,451,849 2,050,188 Closing cash carried forward 5 1,444,073 1,391,572 The Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes. 5 > Silver City Minerals Limited
Notes to the Consolidated Financial Statements For the half year ended 31 December 2016 1. Corporate information The financial report of Silver City Minerals Limited (the Company) for the half year ended 31 December 2016 was authorised for issue in accordance with a resolution of the Directors on 10 March 2017. Silver City Minerals Limited (the parent) is a company incorporated in Australia and Limited by shares which are publicly traded on the Australian Securities Exchange using the ASX code SCI. The nature of the operations and principal activities of the Group are described in the Directors Report. 2. Summary of significant accounting policies The half year financial report does not include all notes of the type normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the Group as the full financial report. The half year financial report should be read in conjunction with the Annual Financial Report of SCI as at 30 June 2016. It is also recommended that the half year financial report be considered together with any public announcements made by SCI during the half year ended 31 December 2016 in accordance with the continuous disclosure obligations arising under the Corporations Act 2001. Basis of preparation The half year financial report is a general purpose financial report, which has been prepared in accordance with the requirements of the Corporations Act 2001, applicable Accounting Standards, including AASB 134 Interim Financial Reporting and other mandatory professional reporting requirements. The half year financial report has been prepared on a historical cost basis. For the purpose of preparing the half year financial report, the half year has been treated as a discrete report period. Significant accounting policies The half year financial statements have been prepared using the same accounting policies as used in the annual financial statements for the year ended 30 June 2016. Management has reviewed and assessed the new accounting standards effective 1 July 2016 and these have been deemed to be not applicable to the Group. Fair value measurement The carrying amounts of the Group s assets and liabilities are a reasonable approximation of their fair values. The only exception to this is the carrying amount of deferred exploration and evaluation expenditure which is estimated to be not in excess of its fair value. Basis of consolidation The half year consolidated financial statements comprise the financial statements of Silver City Minerals Limited and its subsidiaries (the Group). The financial statements of the subsidiaries are prepared for the same reporting period as the parent company, using consistent accounting policies. All inter-company balances and transactions, including unrealised profits arising from intra-group transactions, have been eliminated in full. The subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. 6 > Silver City Minerals Limited
Notes to the Consolidated Financial Statements For the half year ended 31 December 2016 3. Segment information The operating segments identified by management are as follows: Exploration projects funded directly by Silver City Minerals Limited ( Exploration ) Regarding the Exploration segment, the Chief Operating Decision Maker (the Board of directors) receives information on the exploration expenditure incurred. This information is disclosed in Note 6 of this financial report. No segment revenues are disclosed as each exploration tenement is not at a stage where revenues have been earned. Furthermore, no segment costs are disclosed as all segment expenditure is capitalised, with the exception of expenditure written off which is disclosed in Note 6. Financial information about each of these tenements is reported to the Managing Director on an ongoing basis. Corporate office activities are not allocated to operating segments as they are not considered part of the core operations of any segment and comprise of the following: Interest revenue Corporate costs Depreciation and amortisation of non-project specific property, plant and equipment The Group s accounting policy for reporting segments is consistent with that disclosed in Note 2. 4. Revenue 31 Dec 2016 31 Dec 2015 Interest received 23,178 20,644 R&D tax concession 35,139 - JV income 13,951 44,936 5. Cash and cash equivalents 72,268 65,580 31 Dec 2016 30 Jun 2016 Cash at bank 194,577 168,838 Money market securities bank deposits 1,249,496 1,283,011 6. Deferred exploration and evaluation expenditure 1,444,073 1,451,849 31 Dec 2016 30 Jun 2016 Costs brought forward 3,845,267 4,628,376 Costs incurred during the period 836,341 988,293 Expenditure written off during the period (1,072,460) (1,771,402) Costs carried forward 3,609,148 3,845,267 7 > Silver City Minerals Limited
Notes to the Consolidated Financial Statements For the half year ended 31 December 2016 7. Contingent assets and liabilities The Group has provided guarantees totalling 150,000 (30 June 2016: 140,000) in respect of exploration tenements. These guarantees in respect of mining tenements are secured against deposits a banking institution. The Group does not expect to incur any material liability in respect of the guarantees. 8. Contributed equity Share capital 158,578,962 fully paid ordinary shares (30 Jun 16: 133,745,691) Option issue consideration 31 Dec 2016 30 Jun 2016 16,461,005 15,471,729 11,722,540 (30 June 2016: Nil) unlisted options on issue 172,321 - Share issue costs (1,049,646) (1,000,314) 15,583,680 14,471,415 Number Movements in ordinary shares on issue At 31 December 2015 116,300,601 14,686,700 Shares issued (i) 17,445,090 785,029 At 30 June 2016 133,745,691 15,471,729 Shares issued (ii) 24,833,271 1,117,497 Option issue consideration (iii) - (128,221) At 31 December 2016 158,578,962 16,461,005 (i) (ii) (iii) In June 2016, 17,445,090 shares were issued at 0.045 per share under a placement. In July 2016, 24,833,271 shares were issued at 0.045 per share under a Share Purchase Plan. In July 2016, 8,722,540 unlisted options were granted with an exercise price of 0.067 per option and expiry date of 21 July 2019. These options were issued in pursuant to the placement of shares above (i) which entitled the subscribers to one unlisted option for every two shares issued. The value of these options (128,221) has been transferred to an option issue consideration reserve. In addition, 18,000,000 options are on issue under Share based payments (Note: 9). Terms and conditions of contributed equity Ordinary shares Ordinary shares have the right to receive dividends as declared and, in the event of winding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. Options Options do not carry voting rights or rights to dividend until options are exercised. 8 > Silver City Minerals Limited
Notes to the Consolidated Financial Statements For the half year ended 31 December 2016 9. Reserves Share based payments Number Movements in share based payments At 31 December 2015 10,500,000 133,110 Options expired - - At 30 June 2016 10,500,000 133,110 Options issued (i) 8,500,000 79,900 Options expired (ii) (1,000,000) (26,220) At 31 December 2016 18,000,000 186,790 (i) 8,500,000 options were granted to Directors and employees of the Company and approved by shareholders at the Company s AGM held in November 2016. The options were issued with an exercise price of 0.06 and expiry date of 24 November 2019. (ii) 1,000,000 options expired during the period ended 31 December 2016. Foreign currency translation reserve An additional amount of (5,156) (30 June 2016: (5,309)) is in a Foreign Currency Translation Reserve. 10. Earnings per share 31 Dec 2016 31 Dec 2015 Cents per share Cents per share Basic earnings (loss) per share (0.87) (0.97) Diluted earnings (loss) per share (0.87) (0.97) Weighted average number of ordinary shares outstanding during the period used in calculation of basic EPS Number Number 158,578,962 116,300,601 Earnings (loss) used in calculating basic and diluted EPS (1,386,546) (1,130,771) 11. Events after the balance sheet date There were, at the date of this report, no matters or circumstances which have arisen since 31 December 2016 that have significantly affected or may significantly affect the operations of the Group, the results of those operations, or the state of affairs of the Group, in future financial years. 9 > Silver City Minerals Limited
Directors Declaration In accordance with a resolution of the directors of Silver City Minerals Limited, I state that: In the opinion of the Directors: (a) (b) The financial statements and notes of the Group are in accordance with the Corporations Act 2001, including: (i) (ii) Giving a true and fair view of the Group s financial position as at 31 December 2016 and the performance for the half year ended on that date; and Complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001; and There are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable. On behalf of the Board Bob Besley Chairman Sydney, 10 March 2017 10 > Silver City Minerals Limited
Auditor s Independent Review Report Independent Auditor s Review Report To the members of Silver City Minerals Limited Report on the Half-Year Financial Report We have reviewed the accompanying half-year financial report of Silver City Minerals Limited and controlled entities (the consolidated entity), which comprises the consolidated statement of financial position as at 31 December 2016, the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors declaration. Directors Responsibility for the Half-Year Financial Report The directors of Silver City Minerals Limited (the company) are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity's financial position as at 31 December 2016 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Silver City Minerals Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report. A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 11 > Silver City Minerals Limited
Auditor s Independent Review Report Independence In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of Silver City Minerals Limited, would be in the same terms if given to the directors as at the time of this auditor s report. Conclusion Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Silver City Minerals Limited and controlled entities is not in accordance with the Corporations Act 2001 including: (a) giving a true and fair view of the consolidated entity s financial position as at 31 December 2016 and of its performance for the half-year ended on that date; and (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and Corporations Regulations 2001. BDJ Partners Chartered Accountants... Anthony J Dowell Partner 10 March 2017 12 > Silver City Minerals Limited
Auditor s Independence Declaration Auditor's Independence Declaration under Section 307C of the Corporations Act 2001 to the Directors of Silver City Minerals Limited and Controlled Entities I declare that, to the best of my knowledge and belief during the half year ended 31 December 2016 there have been: a. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the review; and b. no contraventions of any applicable code of professional conduct in relation to the review. BDJ Partners Chartered Accountants... Anthony J Dowell Partner 9 March 2017 13 > Silver City Minerals Limited
Corporate Directory Silver City Minerals Limited ABN 68 130 933 309 Directors Robert Besley Christopher Torrey Greg Jones Ian Plimer Josh Puckridge Company Secretary Ivo Polovineo Non-Executive Chairman Managing Director Non-Executive Director Non-Executive Director Non-Executive Director Registered and Administration Office Level 1, 80 Chandos Street St Leonards, NSW 2065 PO Box 956, Crows Nest, NSW 1585 Telephone: +61 2 9437 7137 Facsimile: +61 2 9906 5233 Website: E-mail: www.silvercityminerals.com.au info@silvercityminerals.com.au Share Registry Boardroom Pty Limited GPO Box 3993 Sydney, NSW 2001 Telephone: +61 2 9290 9600 Email: Website: Auditors BDJ Partners Bankers Commonwealth Bank of Australia Bank West enquiries@boardroomlimited.com.au www.boardroomlimited.com.au Securities Exchange Listing Listed on Australian Securities Exchange Limited ASX Code: SCI 14 > Silver City Minerals Limited